| 1 | SC TO-T | SCHEDULE TO-T |
| 2 | EX-99.(A)(1) | OFFER TO PURCHASE, DATED OCTOBER 30, 2000 |
| 3 | EX-99.(A)(2) | LETTER OF TRANSMITTAL |
| 4 | EX-99.(A)(3) | NOTICE OF GUARANTEED DELIVERY |
| 5 | EX-99.(A)(4) | LETTER TO BROKERS, DEALERS, COMMERCIAL BANKS |
| 6 | EX-99.(A)(5) | LETTER TO CLIENTS FOR USE BY BROKERS, DEALERS |
| 7 | EX-99.(A)(6) | FORM W-9 |
| 8 | EX-99.(A)(7) | TEXT OF PRESS RELEASE, DATED OCTOBER 2, 2000 |
| 9 | EX-99.(A)(9) | TEXT OF PRESS RELEASE, DATED OCTOBER 30, 2000 |
| 10 | EX-99.(D)(1) | AGREEMENT AND PLAN OF MERGER, DATED OCTOBER 13 |
| 11 | EX-99.(D)(2) | CONFIDENTIALITY AGREEMENT BETWEEN PARENT |
| 12 | EX-99.(D)(3) | IRREVOCABLE PROXY AGREEMENT DATED OCTOBER 13, 2000 |
| 13 | EX-99.(D)(4) | OPTION AGREEMENT |